Terms of Service

1. Acceptance of Terms

By accessing or using the Perennia AI platform (“Service”), operated by Perennia AI (“Company,” “we,” “us,” or “our”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you may not access or use the Service.

These Terms apply to all users of the Service, including loan officers, mortgage brokers, team administrators, and any other individuals or entities who access or use the platform.

2. Description of Service

Perennia AI is a software-as-a-service (SaaS) platform designed for mortgage professionals. The Service provides customer relationship management (CRM), AI-powered pipeline management, document tracking, communication tools (including SMS, email, and voice), analytics, and related functionality to help mortgage teams manage their business operations.

The Service may include AI-generated insights, suggestions, and automated workflows. These are provided as decision-support tools and do not constitute financial, legal, or lending advice.

3. Account Registration

To use the Service, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You must be at least 18 years of age and have the legal authority to enter into these Terms on behalf of yourself or the organization you represent. You agree to notify us immediately of any unauthorized use of your account.

4. Subscription and Billing

Access to certain features of the Service requires a paid subscription. Subscription plans, pricing, and billing cycles are described on our website or within the platform. All fees are quoted in U.S. dollars and are non-refundable except as expressly stated in these Terms or required by applicable law.

We may offer free trials or promotional pricing. At the end of a trial period, your account will be converted to a paid subscription unless you cancel before the trial ends. Subscriptions automatically renew at the end of each billing cycle unless cancelled prior to the renewal date.

We reserve the right to change our pricing with 30 days' advance notice. Price changes will take effect at the start of your next billing cycle following the notice.

5. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable federal, state, or local law or regulation, including but not limited to RESPA, ECOA, TCPA, TRID, and state mortgage licensing requirements.
• Transmit any content that is defamatory, obscene, fraudulent, or that infringes on the intellectual property rights of others.
• Attempt to gain unauthorized access to the Service, other accounts, computer systems, or networks connected to the Service.
• Interfere with or disrupt the integrity or performance of the Service or the data contained therein.
• Use automated scripts, bots, or similar means to access the Service except through our published APIs.
• Reverse engineer, decompile, or disassemble any aspect of the Service.
• Resell, sublicense, or distribute the Service to third parties without our prior written consent.

6. Data Ownership and Privacy

You retain all rights to the data you upload, input, or generate through the Service (“Your Data”). By using the Service, you grant us a limited license to process, store, and transmit Your Data solely for the purpose of providing and improving the Service.

We handle Your Data in accordance with our Privacy Policy, which is incorporated into these Terms by reference. You are responsible for ensuring that your collection and use of borrower data complies with all applicable privacy and data protection laws.

Upon termination of your account, you may request an export of Your Data for up to 30 days following termination. After that period, we may delete Your Data in accordance with our data retention policies.

7. AI Features and Limitations

The Service incorporates artificial intelligence and machine learning features that may provide suggestions, generate content, analyze data, and automate certain tasks. While we strive to provide accurate and useful AI outputs, you acknowledge and agree that:

• AI-generated outputs may contain errors, inaccuracies, or omissions and should not be relied upon as the sole basis for any lending, compliance, or business decision.
• You are solely responsible for reviewing and verifying all AI-generated content before acting on it or sharing it with borrowers or other parties.
• AI features do not constitute financial advice, legal counsel, or a substitute for professional judgment.
• We may update, modify, or discontinue AI features at any time without prior notice.

8. Communication Services (SMS, Email, Voice)

The Service may include communication tools such as SMS messaging, email, and voice calling capabilities. By using these features, you agree to:

• Obtain all required consents from recipients before sending any communications, in compliance with the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, and other applicable laws.
• Maintain accurate records of consent for all communications sent through the platform.
• Honor all opt-out and do-not-call requests promptly.
• Not use communication features for unsolicited bulk messaging, spam, or any purpose that violates applicable telecommunications regulations.

Standard message and data rates may apply to SMS communications. We are not responsible for carrier fees or charges incurred by message recipients. See our SMS Consent Policy for additional details.

9. Intellectual Property

The Service, including its software, design, trademarks, logos, documentation, and all related intellectual property, is owned by Perennia AI and is protected by copyright, trademark, and other intellectual property laws. These Terms do not grant you any right, title, or interest in the Service beyond the limited right to use it in accordance with these Terms.

You may provide feedback, suggestions, or ideas about the Service (“Feedback”). By submitting Feedback, you grant us a perpetual, irrevocable, royalty-free license to use, modify, and incorporate such Feedback into the Service without any obligation to you.

10. Third-Party Integrations

The Service may integrate with third-party services such as Microsoft Outlook, Microsoft Teams, loan origination systems, telephony providers, and other platforms. Your use of third-party services is governed by their respective terms and privacy policies. We are not responsible for the availability, accuracy, or security of any third-party service.

11. Service Availability and Modifications

We strive to maintain high availability of the Service but do not guarantee uninterrupted or error-free operation. We may modify, suspend, or discontinue any part of the Service at any time, with or without notice. We will make reasonable efforts to provide advance notice of material changes.

Scheduled maintenance windows will be communicated in advance when possible. We are not liable for any loss or damage resulting from service interruptions, whether planned or unplanned.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PERENNIA AI, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, OR BE ERROR-FREE.

14. Indemnification

You agree to indemnify, defend, and hold harmless Perennia AI and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; or (d) your infringement of any third-party rights.

15. Termination

Either party may terminate these Terms at any time. You may cancel your account through the platform settings or by contacting us at [email protected]. We may suspend or terminate your access to the Service immediately if you breach these Terms or engage in conduct that we determine, in our sole discretion, to be harmful to the Service, other users, or third parties.

Upon termination, your right to use the Service ceases immediately. Sections of these Terms that by their nature should survive termination will survive, including but not limited to provisions regarding intellectual property, limitation of liability, indemnification, and dispute resolution.

16. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of South Carolina, without regard to its conflict of laws principles. Any disputes arising out of or related to these Terms or the Service shall be resolved through binding arbitration conducted in Charleston, South Carolina, in accordance with the rules of the American Arbitration Association.

You agree to waive any right to a jury trial or to participate in a class action lawsuit or class-wide arbitration related to these Terms or the Service.

17. Changes to Terms

We reserve the right to update or modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and updating the “Last Updated” date. Your continued use of the Service after such changes constitutes your acceptance of the revised Terms.

18. Miscellaneous

• Entire Agreement. These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Perennia AI regarding the Service.
• Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver. Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.
• Assignment. You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations without restriction.
• Force Majeure. We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, acts of government, internet outages, or third-party service failures.